OXFORD, Miss. -- Tennessee left Vaught-Hemingway Stadium on Saturday evening on the wrong end of two school records.

Dexter McCluster shredded the Vols for an Ole Miss-record 282 yards rushing. That also happens to be the most rushing yards ever surrendered by a Tennessee team to a single player.

Head coach Lane Kiffin even suggested that a third record fell during Saturday's 42-17 loss to Ole Miss

"He set a school record for rushing yards," Kiffin said. "We probably set the school record for missed tackles today."

Finding a reason for Tennessee's largest margin of defeat in Kiffin's tenure wasn't nearly as tough as trying to tackle the 5-foot-7, 190-pound wide receiver-turned-tailback. The Vols had difficulty all day long getting a bead on McCluster.

"We missed tackles all over the place today," Kiffin said. "I think the secondary's where it's going to show up when you give up that many yards. But it comes back to being a team defense. You can't give a great player like that fastballs on your safeties or corners by (letting) the holes being so big or losing contain. It all goes hand in hand.

"You don't allow an all-time school record in rushing yards and say that we had a great scheme going. Any time something like that happens, it's really everything all around."

Tennessee was only marginally better on the other side of the ball.

The Vols run game sputtered and the passing game wasn't as sharp as in recent weeks, either. Still, they didn't turn the ball over and only allowed one sack.

Tennessee (5-5, 2-4 SEC) even had a chance to take the lead midway through the third quarter but lost yards on third down and failed to convert a fourth-and-3 inside the Ole Miss 40-yard line.

McCluster took it from there.

He broke a tackle and spun to the 1-yard line to set up a touchdown for Ole Miss (7-3, 3-3) on the next drive. And after the Vols punted to start the fourth quarter, he unleashed a 71-yard touchdown run that put the game all but out of reach at 35-17 early in the fourth quarter.

All told, McCluster had nine plays of 15 yards or longer Saturday and finished with 324 yards of total offense on 29 touches. The Vols picked up 275 yards on 62 plays.

"He's by far the best player we've played all year," defensive end Chris Walker said. "There are some great players down at Florida, down at Alabama. This kid just absolutely did what he wanted to on us. It's something that we're not proud of on defense, but you have to give props where props are due. He's a really good player."

Tennessee players said they were prepared, and freshman tailback David Oku even spent time with the scout team during the week to help simulate McCluster. But scouting McCluster and stopping him proved to be two vastly different tasks.

"I'm shocked," defensive tackle Wes Brown said. "I knew he was going to have his share of plays and yards, but that was kind of embarrassing."

McCluster was so impressive that Kiffin even told defensive line coach Ed Orgeron -- who signed McCluster while head coach at Ole Miss -- during the game that the Vols needed more players like that.

"I can't tell you how many times I looked over at the defense and told Orgeron, `Go get us one of those guys,' " Kiffin said. "We want to look like that when we come out of the tunnel. We'll eventually get there."

For now, the Vols have more pressing matters.

First, it's a visit from Vanderbilt (2-8, 0-6) on Saturday before ending the season at Kentucky. One more win makes the Vols bowl eligible. And two more wins could still give Tennessee a shot at the Outback Bowl or Chick-fil-A Bowl at 7-5.

Walker is confident in the way his teammates will respond to Saturday's setback.

"This is a big, big, big, big test for our team," he said. "With everything that went on Thursday and today, it's going to be a test of our team, a test of our character to see where we are as a team. We have a lot of young guys on the team. See how they respond to coming in here, not playing very well, getting beat on the road trying to get bowl eligible.

"It's going to come down to our coaches and our leaders rallying the troops. And I know we will."